Competence, the ability of bacteria to take up DNA, is both central to the controversy about the evolution of genetic exchange and of immediate concern because it spreads antibiotic resistance genes. Although the surprisingly sporadic distribution of competence has attracted little attention, understanding its causes should shed light on both the function of DNA uptake and its contribution to genetic exchange. Many species in the family Pasteurellaceae are important pathogens, and they commonly include competent and non-competent isolates. I will first analyze the distribution and functional potential of competence genes in the complete genome sequences available for single isolates of 7 species and for multiple isolates of 2 species. From this base, key genes in other (not sequenced) strains will be identified and sequenced, and their expression as mRNA analyzed. To find out how and why competence affects long-term survival, its distribution will be mapped onto a phylogenetic tree, allowing the molecular events responsible for the differences in competence to be identified. These data will clarify the role that DNA uptake plays in bacterial survival and will be crucial to our understanding of magnitude of the threat of antibiotic resistance and its spread. [unreadable] [unreadable] [unreadable]